Nan Nan Resources Enterprise Limited — M&A Activity 2000

Mar 3, 2000

Listed Company Information

ARTFIELD GROUP<1229>-Announcement & Resumption of Trading The Stock Exchange of Hong Kong Limited (the "Stock Exchange") takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement. ARTFIELD GROUP LIMITED (Incorporated in Bermuda with limited liability) ANNOUNCEMENT At the request of Artfield Group Limited (the "Company"), its shares were suspended from trading on the Stock Exchange with effect from 10:00 a.m. on 25 February 2000. The Company has requested the Stock Exchange to resume trading in the Company's shares with effect from 10:00 a.m. on 3 March 2000. Further to the announcement of the Company dated 14 February 2000, the Company is still in discussion with an independent third party (the "Proposed Placee) regarding a possible placement of new shares of the Company to the Proposed Placee which may lead to a change in the control of the Company. The parties have reached agreement on some major terms relating to the proposed placement whilst some other major terms are still under negotiation and no legally binding agreement in respect of the proposed placement has been reached yet. The shareholders of the Company are urged to note that the said proposal may or may not proceed. If the proposed share placement proceeds, the Proposed Placee may hold 50% or more of the enlarged issued share capital of the Company, and will make a general offer for the securities in the Company. Persons dealing in shares of the Company are therefore reminded to exercise all due caution in dealing in shares of the Company. With reference to the Company's announcement dated 14 February 2000 and the Company's request to suspend the trading of its shares on the Stock Exchange with effect from 10:00 a.m. on 25 February 2000, the Company confirms that it is still in discussion with an independent third party (the "Proposed Placee") regarding a possible placement of new shares of the Company to the Proposed Placee which may lead to a change in the control of the Company. The lawyers of both parties are working on the documentation relating to the proposed placement. The Company and the Proposed Placee have reached agreement on some of the major terms whilst some other major terms are still under negotiation. No legally binding agreement in respect of the proposed placement has been reached yet. If the proposed placement proceeds, the Proposed Placee may hold 50% or more of the enlarged issued share capital of the Company, and will be required to make a general offer for the securities in the Company. The existing controlling shareholder of the Company is Golden Glory Group Limited, whose beneficial owner is Mr. Liang Jin You which holds 50.774% of the issued share capital of the Company. A further announcement containing details of the terms of the placement will be made as and if a formal agreement is to be executed. The shareholders of the Company are urged to note that the said proposal may or may not proceed. If the proposed share placement proceeds, the Proposed Placee may hold 50% or more of the enlarged issued share capital of the Company, and will make a general offer for the securities in the Company. Persons dealing in shares of the Company are therefore reminded to exercise all due caution in dealing in shares of the Company. At the request of the Company, its shares were suspended from trading on the Stock Exchange with effect from 10:00 a.m. on 25 February 2000. The Company has requested the Stock Exchange to resume trading in the Company's shares with effect from 10:00 a.m. on 3 March 2000. By Order of the Board LO Wah Wai Company Secretary Hong Kong, 2 March 2000 The directors of the Company jointly and severally accept full responsibility for the accuracy of the information contained in this announcement and confirm, having made all reasonable inquiries that to the best of their knowledge, opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any statement in this announcement misleading.